Allons-y
by QueenKhaleesi
Summary: After all of the loss, all of the heartache and all of the years of being by himself, The Doctor Finds out he's not alone anymore. 10th Doctor/OC
1. The Improbable Girl

Keely woke with a start to the sound of children yelling.

"Oh good god." rolling over, She put her pillow over her head to no avail. Sitting up straight, Keely slowly got out of bed and put on her slippers. Keely opened the door and ran down the hall to the kitchen.

"HELLO!?" She said, scaring the children. "Why?"

"Andrew took my doll and he wont give it back." The fair-haired girl said, pouting and crossing her arms. She glared at her brother who stood next to her, the doll just barely out of her reach. Andrew looked up at Keely, challenging her.

"Give Alice her doll back,"

"Make me."

"Andrew, you are 16 years old, Give Alice her doll back." Andrew hesitated, a smirk plastered on his face. He has a problem with being a bully. So does Keely. "NOW!" he dropped the doll into Alice's waiting arms and sat down in his seat. "Good." Keely was quite pleased with herself until she looked over at the clock. She felt my chest tighten as the face read half past eleven. "What the hell guys! Why didn't you wake me up! Dad is going to KILL me!"

"We tried but you wouldn't get up." Alice said, attempting to feed her doll cereal. Keely took the bowl away from her and sat down, staring at Andrew.

"And what's your excuse? You can drive." he shrugged and took a huge bite.

"I couldn't find the keys." Keely looked over into the key bowl, and like always, there sat the keys to his Mo-Ped. She went and grabbed them, dangling them in front of his face.

"Really?"

"Oh wait… I just didn't want to go to school. Me and Alice don't need to go to school. Right?" He dared the little girl into a confession and her bright eyes shone with mischief.

"Right."

"Hey Alice, what's the capital of Thailand." Alice had no answer for Keely "Andrew," her attentions turned to him. "Schrödinger's Cat?"

"I believe it was a tabby." Keely stared hard at him and watched as he squirmed. He grabbed his Mo-Ped keys and grinned. "Exactly, so now I have to go to school and tell them that you guys were sick, right?" Keely threw a daring glare at Andrew and he nodded with a big smile. "Uhg… Let me get dressed."

...

Keely drove her beater down the road, hoping not to catch the eye of her father, who had to be on lunch break by now. However a bright yellow wagon sticks out like a sore thumb among the dark gray and black town cars of sophisticated New York, New York.

"Maybe I'll get lucky and he'll mistake it for a taxi." She said to herself, turning up the radio. As Keely drove she noticed the commute to Alice's elementary school was not taking nearly as long as usual. For 12:30 on a Wednesday afternoon the streets were empty. Shrugging it off, Keely made a left turn into the parking lot of the school, which was, needless to say, as quiet as the rest of the city.

She considered driving away for a split second, but there was a sudden flurry of movement behind one of the windows, pushing her fears aside.

Keely opened her car door and stepped outside, the cool air sending a shiver down her spine, and pulled her light jacket tighter.

'Why does it have to be so cold.' She thought to herself taking a quick glance around. Keely began her walk towards the school, picking up the pace as she got closer, ready to get out of the cold. She reached for the handle of the double doors, but froze when she looked inside.

The children were in the hallway, lined up in one long row facing the wall, with the exception of several children who had fallen to the floor. They were silently crying, and the teachers all hovered over the furthest body, just staring at it. Keely was confused by the scene before her, and stared long and hard, until the child closest to her on the line looked up with a fleeting, hopeful look.

"Help." He silently mouthed the word, which made Keely more uncomfortable and anxious. Putting her hand on the handle, she tugged with all her might but the door wouldn't budge. Again Keely tried, pulling on it a few times, but to no avail. Not sure why, but frantically she began to bang on the glass, catching the attention of the teachers who looked up from the body.

Keely was relieved to see that they'd noticed her, until they began sprinting in her direction. The little voice in the back of Keely's head screamed "RUN!" and she obeyed it, cutting around the corner.

'They're coming for me!' She thought, scanning the parking lot for a place to hide. 'They're coming for me, and they're going to do to me what they did to the children!' Not sure how close behind they were, her eyes stopped on a large blue box, which she ducked behind quickly, thinking of where to go next.

The shrieks of the teachers grew louder and Keely knew they had seen her run behind her current hiding spot. Peeking around the side Keely saw them making a v line right for her. Unsure of where to go, She just stood there, crying to herself.

"I'm going to die…" Keely said aloud, praying it would be quick.

"Not today your aren't." She turned around to find that the box could open, and a man stood in the doorway, holding his hand out to her. His smile made me feel easy, and Keely took his hand, stepping inside after him.

Keely stared in awe at the sight around her. This place was huge. A large circular room, with an engine built right in the middle.

"What?!" She stared at the room in awe. "It's- it's!"

"It's bigger on the inside." The man gave Keely a mischievious smile before turning to tinker on the column in the middle.

"I've seen this before." Keely ran her hands over the controls. "In my dreams. " She looked up at him, recognizing his own face. "And you! I saw you too!" The man eyed her suspiciously, and his suspicions were justified, she was confused herself.

"How?" The question was more to himself than her.

"I have no idea." keely looked back at the machine and visions popped into her head. They flashed so quickly she was left with vague pictures and a headache. Clutching her head, she sat down on the bench. The man rushed over to me and put his hands on her cheeks, looking straight into her eyes. Keely felt like he could see her darkest secrets, she hated the feeling.

"What just happened." The machine shuddered and the man looked up at her. Keely realized he seemed to be ageless. She just couldn't pin point how old he was, it was as if time couldn't touch him. His accent brought her back from her daydream, as did a prick of her finger. "Hey!" red flowed from the tiny wound, which the man pinched between his thumb and forefinger.

"Don't worry, I'm The Doctor." Now it was Keely's turn to look suspicious.

"Doctor Who?" She inquired, watching him as he curiously held a blinking wand to the small amount of blood he just drew. He smiled at me as the machine made a whirring noise, and beeped.

"Just the Doctor." He grinned up at her. "And who, may I ask, do I have the pleasure of meeting?" She blushed at his manners.

"Oh, I'm Keely."

"What a great name!" There was a low beep. "There we go. It's scanning your DNA." The device beeped again and smiled to himself, satisfied at what it said.

"For what?" The man stood up and shrugged, placing the wand back into his inside coat pocket.

"Making sure they didn't get to you as well, the whole of adults in this city are sick."

"You're telling me…" Keely rolled her eyes and managed to touch everything, "Some real assholes out there."

"No, I mean actually sick. One Psycheic has managed to turn this village of New York into soul sucking leeches in mere hours. But you're fine, 100% human."

"What do you mean he turned New York?" She asked, side stepping the 100% human remark.

"It means we have to fix it before it spreads even further." he began to babble on about something scientific, but Keely got lost in the middle of his explanation. Suddenly she was angry, and wanting more information from him about what exactly was going on.

"What were those things out there?" that's when she really thought about it. They were just behind those doors, ready to rip her face off. Subconsciously Keely took a step away from the door.

"That door is impenetrable for anyone who doesn't have a key." The Doctor said without looking up. That didn't make her feel any better.

"Why haven't they turned the children yet?"

"Children don't turn. They feed off of the children's souls to survive. Since a child's soul is pure, it can't be turned into a soul sucker. That means they're safe from them, but it also means their souls are very potent." Keely thought about what he was saying for a minute before her eyes widened with realization.

"Oh no." She glanced at the door. "Andrew and Alice." Keely ran at the door, putting her hand on the handle.

"Wait!" She stopped right before pulling open the door. "If you go out there, they're gonna kill us."

"But I have to get to my brother and sister!" Keely argued with him, reaching for the door again. He placed a heavy hand on the door, stopping her from opening it.

"Trust me."

"I don't even know you!" Keely raged at him, trying to push him back.

"Yet for some reason, there's nagging feeling in the back of your brain that can trust me over your own mother."

"I never knew my mother…" Keely brought her hand up to her locket and fingered it tenderly. The Doctor was staring at the locket, almost studying it. "Why do I feel so… _close_ to you?" She asked him. He shook his head and smiled at her.

"Because I'm The Doctor." He grinned cheekily before turning back to the control panel, walking at a sprinters pace. "Now, tell me where you live, we can get there without going outside." Keely was confused and she followed him up the ramp.

"What do you mean?"

"I can fly us there. Or well, I can appear us and disappear us. That's not the correct way to describe it really…"

"Just stop! You aren't making any sense!" Her head began to pound and the TARDIS began to whir. The Doctor looked up at the control panel with a bewildered smile, obviously confused.

"She's just going." Keely was confused and she gathered it was not something that happened often. "But why is she just going? She doesn't just _go_. Well…" He corrected himself and then looked up at Keely. There was a whirring noise that quickly faded. "Welcome to your living room." She felt the sudden urge to throw the doors open. And she did.

"Oh my god." Keely breathed. The Doctor strode up behind her, shutting the TARDIS door behind him.

"You," the teachers from the school were already at Keely's house. "In the clever blue box." The one speaking cracked a wicked smile and stepped to the side. Behind him laid Alice, on the floor unconscious, and Andrew had been tied up and gagged.

"Alice! Andrew!" Keely tried to run at her siblings, but The Doctor grabbed her waist, holding her back. "Let me go please! Let me go!" She began to cry and beat at his arm.

"You wont be able to help them this way, just stop fighting me." Keely reluctantly did as she was told, all the while not taking her tear filled eyes off of her sister. He let her go and took a few steps forward. "I'm the Doctor."

"We know." The wicked smile remained on his face. "There are very few things in the universe that we don't know. Which is what brings us to you." The man frowned.

"Well I-"

"Not you." The man spoke calmly, a hint of amusement in his voice. The Doctor paused, looking around. "You, the human." His grin was evil and he held his hand out to Keely.

"What?" the Doctor looked just as confused as she did and he instinctually took a step in front of her. "Whatever you want with her, _forget_ about it. I will not allow it."

"What you will and won't allow is no concern of ours, dear Doctor." Before he could react, The Doctor was being held back by a multitude of strong hands and I was snatched from behind him.

"Unhand her this instant!"

"No stop! Please!" Keely struggled for a moment before glancing up at him. "Doctor please help me!" they pulled her over to the center of the room and held her to the ground, one alien on each arm.

"Leave her alone!"

"I can't quite put my finger on it, but there is something very special about your essence… I can't wait to get a _taste_ of it."

"What do you mean her essence? What are you going to do to her?" The Doctor asked from across the room where they were holding him down.

"We have been tracking her essence through the universe's, across space. You think we would invade earth of our own accord?" the man laughed at the mere thought. "Heavens no. The human essence is laughable."

"Watch it!" Keely spat from the floor. "humans are beautiful and brave and full of life. Unlike you! The only life you're full of are the ones you _steal_!" The Doctor stared shocked at her words and She had to admit they shocked even her.

"Quaint. But your words haven't changed our mind." The man looked to his followers menacingly. "I shall feast first, hold her down."

"No!" The Doctor yelled, struggling against his captors. Keely struggled against the ones holding her down but it was no use. "Hold her!" The leader roared as he crouched over her.

"Please." She pleaded for the last time. "Please don't do this…" He merely laughed manically and opened his mouth wide, wider than humanly possible. His eyes rolled back into his head and Keely could feel herself being sucked away at. It was like being in a massive mental vacuum. It was hard to breath, hard to speak, and the only thing she could think about over and over again was "this is how I die." However before he could pull more of her away, the Psychiec stepped backwards. He squealed and grabbed at his face, which was being sucked into his own skull. The others did the same, and Keely sat up, rushing to her siblings aid. Quickly she untied Andrew and knelt next to Alice.

"What have you _DONE?!_" The Psycheic turned on her. "You have ruined us. You have compressed us! _WHAT ARE YOU?_"

"Keely look away! They're going to disintegrate but you can't look into the light!"

"Andrew do what he says! Look away from them!" Keely closed her eyes and covered Alice's with the other, while the Psycheic's were disintegrating would be an awful time for Alice to decide to wake up. Out of instinct Keely brought the other hand to her locket around her neck and held on tight.

In a flash of light and a loud roar, the living room went silent. Keely sat with her eyes closed on the floor, breathing heavily. A soft hand touched her shoulder and she jumped, screaming with fright.

"Keely it's alright, it's just me." The Doctors reassuring voice cut through the silence. She couldn't help herself, so she threw her arms around him and began sobbing into his shoulder.

"It's okay," his voice was soft and kind as he returned the embrace. Keely pulled away from him and Andrew hugged her next, squeezing her. Then keely remembered Alice.

"Oh Alice!" Keely brought her fingers to the childs neck as Andrew rounded the other side of her.

"Is she okay Keely? Please tell me she's okay!" Keely waited a few seconds, feeling a strong pulse. Keely's chest ached with relief. The Doctor joined her next to Alice, running his wand above her body.

"She'll be fine, nothing a good nap wont fix. Andrew, why don't you get her up to bed?" Andrew nodded in agreement and gingerly picked up his little sister, carrying her off to the stairs. Keely watched them walk away, a silence settling in around us. Nervously, her fingers once again found her locket. "What's that then?"

"Oh, uhm. Its my locket. I've had it since I can remember. There's a picture of my mom in there." Keely's tone dropped when she spoke about her mom. Being an adoptive child, her parents were always a depressing subject. She was so young when they died, She had never even seen a picture of them.

"I'm so sorry, what happened?"

"I dunno." Keely shrugged, forcing a smile. "It happened when I was a baby. The Jone's adopted me when I was 6 months old and I've been here ever since. I can't even open it, so I have no idea what she even looked like…" She felt tears stinging her eyes. "I've got a picture of her but I have yet to even see it. It's so stupid."

"Well, maybe I can help you with that." The Doctor smiled at Keely reaching up for her locket. "May I?"

"Oh!" Keely reached behind her, unclasping the chain, and slowly handed it to him. Pulling out his wand thing, he quickly pointed it at her locket.

"the great thing about a Sonic Screwdriver is," there was a click and he smiled triumphantly. "They open anything. Here, open it." he handed the locket back to her. Keely sat there for a minute, almost afraid of what was inside. She had waited so long to open it, so very long. Taking her thumb, Keely flipped open the necklace.

"What?!" The Doctor stared perplexed at the item in Keely's hand and a rush of golden energy sprung from the watch, incasing her in its wake. "That's impossible." He breathed, standing up and away from her. "That's quite impossible because if I'm right and I'm _always_ right, that looks like a Chameleon Arch Transfer."

She could feel it now, everything was coming back to her, this world, compared to everything was so tiny in the vast scheme of things, She saw visions, She heard sounds, She felt pain and suffering and loneliness.

"If that's a Chameleon Arch then you're…" he trailed off, a sudden realization hitting him. "That's _impossible!_"

"No, it's improbable." Keely spoke with a new voice. _HER_ voice. She had barely recognized it after the years of being Keely. A flood of emotions came running back to her and Keely felt a grin spread from ear to ear. "It's been so long I had almost forgotten." Keely stop, shocked. "I did forget…" the empty locket sat in her hand and She smiled at it, reminiscing.

"You're a Time Lady." The shock in his voice was understandable, as was the perplexed look on his face.

"I am Io, The Remnant." Keely smiled, taking a step towards him. "And I can't believe you exist." She stepped up to him, wrapping her arms around his neck.

"The feeling is mutual." He spoke softly, slowly bringing his arms around her. "I thought I was the last of the Time Lords." He drew back as he spoke, a look of realization suddenly flooding his face. The Doctors smile grew big and he squeezed her again for good measure. "I can't believe there's another! This is _incredible_!"

...

I'm trying this out to see what reactions i get. i'd very much like to continure it though :) tell me what you think with reviews and DM's!


	2. Worker Bees (Part 1)

**_Io (AYE-oh) Is a character in Greek mythology who was changed into a cow by Zues so she could essentially be safe from her enemies. I felt it was an appropriate name._**

**_I have decided my adventures will be split into parts (Part 1, Part 2, etc) bc if they weren't you'd seriously be getting 6,000 word long chapters. sheesh._**

**_ALSO every David Tennant fan needs to watch _The Decoy Bride _that movie is lovely._**

**_Carry on_**

**...**

We had to depart quickly after Keely, Io, The Remnant, regained her subconscious. That's strange, The Doctor thought. I don't even know what to call her. "I'll have to clear that up."

"What?" She asked from across the console.

"Nothing." The Doctor smiled. He was struck amazed by her, really. She was beautiful. Her hair was a dark red with blue eyes deep as the ocean.

"We should probably leave. They'll have no idea who I am now." Her voice brought him back to the task at hand. There was a hint of sadness in her expression as she stared at the door, back towards her foster family. "My TARDIS had to create a very powerful Chameleon Arch, it surrounded me with a mind shifting cloud, altering their sense of reality, but now since its been broken," She paused thoughtful. Running her hand along the banister next to her.

"Will you miss them?" The Doctor asked solemnly. She looked at me with a smile as bright as the sun.

"Terribly." She laughed it off and cleared her throat, straightening up a bit as she went. "But that's the curse of a Time Lord isn't it? You always end up missing someone in the end." He found himself shocked by her words and how she spoke them so well, so elegantly, despite the pain it so obviously caused her. She looked down at herself, blushing a mad shade of scarlet. "Oh, I'm in my pajama's."

"I have a wardrobe if you'd like to help yourself to it?" He offered with a smile which she returned gracefully.

"I would love to if you don't mind." He grinned liked a schoolboy suddenly getting nervous. Clearing his throat The Doctor spoke again.

"It's through the door, down the hall, take a left, a right and another right past the pool." She blushed again, and looked at the floor.

"Thank you dear Doctor." She spoke quietly, gracefully walking past me. The Doctor looked down at the control panel, feeling his cheeks burning. "You said a right at the swimming pool?"

"A right just past the swimming pool." The Doctor turned with a grin.

"I never had a swimming pool." She pouted as she walked into the hall.

**...**

Io easily found the wardrobe and was surprised by its immensity. She ran her hands over the fabrics, the scarves, the shoes, and pressed a red button on the wall. The wardrobe changed and she giggled with delight.

"My, my, Doctor, your travels must have been extensive." She spoke to herself with a smile. Io pressed the button one more time, her eyes settling on a pair of dark jeans, a white, boat neck t-shirt and a black, button up, cardigan.

After changing she did a once over in the mirror, and pulled on a pair of brown moccasins.

"Hmm.." she had the cardigan buttoned up, but decided it would look better open. She tucked her hair behind her ear and with a quick nod of approval, she began her journey back to the control room.

**...**

"So, where shall we allons-y off too? The Trillium fields of Escobania, how about the 17th church of our Virgin Holy Headless?" he winked at me and continued. "The Order of the Headless's adaptation of the Virgin Mary." Io couldn't help but to smile at him even though behind the mask she wore a heavy heart. He could tell something was wrong, something was on her mind.

"I manage to escape the implosion, when our time and reality collapsed on itself. I watched Gallifrey die, the Daleks along with it." She paused, swallowing hard, before she could continue. "My TARDIS threw me across the universe with my new life… but how did you survive?" Io's question hit home, The Doctor felt a void in his hearts.

"I was made to stay. Like a coward." The Doctor swallowed hard and looked at the floor, a silence falling over the pair. He didn't have the heart to tell her that their people died in vain, but he knew he had to. He began to speak again, but a soft hand on his cheek stopped him. There was a sensation of someone inside his brain and he smiled. He had forgotten this feeling. It has been so long since he's had Psychic contact.

"That's not cowardice, that's bravery. It takes a special kind of man to make that call." The Doctor didn't understand, she should be so angry with him. He was solely responsible for the end of their people. "You saved all of existence with that sacrifice. Rassilon couldn't even make that call." They shared a look, one of understanding before she smiled her bright smile. "Did you say Trillium?" her hands moved down to his and she squeezed, trying to fade the bad memories she brought back to the surface. "Interesting little plant. You know, in 2078 they created the cure to Lymphoma out of them?"

**...**

The TARDIS came to a stop, her engine humming to a halt and the doctor turned to me with an unsure smile.

"Now, what ever is outside that door, I want you to know there is always a choice to leave." The Doctor looked at Io with concern.

"I'll be fine! I promise!" She held her pinky up and The Doctor looked at it ,bemused. "It's a pinky promise!" again, nothing. Io was surprised. "You don't know what a pinky promise is? The almighty Doctor has never heard of the most solemn, most unbreakable vow ever known to man?" Io laughed "Hold your hand up like this." Io gestured towards her pinky. The Doctor did as he was told and she wrapped her small finger around his. "I will be fine I promise." Then she replied cheekily, "I can't believe you didn't know what a pinky promise is. I thought Earth was your favorite planet?"

The Doctor rolled his eyes.

"Rather cheeky you are. I like cheeky." He smiled widely, excited she could dish it as fast as he could. The Doctor took long meaningful strides towards the door, putting a hand on the inside. With a quick wink, he threw the doors open.

The sunlight was blinding and Io had to hold her arm up to shield her eyes. She was almost afraid to bring it down, somewhat frightened, but her curiosity got the best of her. Quickly, like a bandage, Io brought her arm to her side and looked around.

"Oh my…" She found herself in the middle of a jungle, thick and dense, so much so the humidity made it hard to catch her breath. The sounds of indigenous animals could be heard all around them. Taking in her surroundings Io took a hesitant, almost delicate step out of the TARDIS, as if she was afraid the ground would disappear beneath her feet.

It had been so long since she'd seen anything other than Earth, she was almost afraid this was an elaborate dream. Once she was certain of its realism, her steps became more confident, her hesitation quickly being replaced with a child like wonder. Slowly she brought her hand to her mouth, covering her face. Io looked over her shoulder at The Doctor who smiled triumphantly.

The Doctor took a few steps forward and grabbed her hands, grinning wildly. He would never get tired of that face, the look of shock, the wonder. "I want to show you something." He said, gesturing through the trees to a clearing ahead. Io followed him willingly and gasped as they broke the tree line. They found themselves standing atop a high ridge, looking below to a massive colony.

"Doctor… where?"

"Welcome to Alazarius, a planet so densely covered in thick marshes and jungles, it's a wonder how anything has colonized here…" He trailed off before a mischievous smile crossed his face. "But colonized they have. The year is" he glanced at his wrist watch "13,406, the humans have come so far as the Canae Galaxy to settle and spread the newest religion to the native Alazarians, The Order of the Headless."

A mechanical whirring came from our left followed by a loud ding and the sound of opening metal doors. Io's attention was peaked as several people emerged from what seemed to be an elevator. Taking another glance, that's when she noticed small shafts like these lining the ravine around the metropolis.

The Doctor gestured to the elevator and the elevator engineer, who sat growing ever more impatient as he waited for us.

"After you madam."

"Is it safe?" Timidly, Io stepped on. The Doctor followed with a suspicious grin on his face.

"Probably."

"What do you mean 'probably?" She barely spoke the words before thee went careening down the side of the ridge. Squealing, Io held on for dear life, her knuckles becoming white from the grip she had on the handrail. The Doctor beamed as he watched her. He was still so shocked that there was another, he didn't think his smile would ever fade.

"There's my fearless American Girl."

"Oh hush." Io muttered at him, only making him grin more. They reached the bottom in no time and when the lift came to a halt the force of the sudden stop threw Io from her feet.

"Brilliant!" The Doctor quipped once the lift doors opened. He held out a firm, gentle, hand to her, which Io took enthusiastically

"Not a word." She warned, smiling and pointing an annoyed finger at him.

"I wouldn't dream of it."

If Io thought the city was vast from above, It was nearly five times as big below.

"I was expecting primitive. Like huts and livestock." She smiled to herself, looking up at The Doctor.

"Every primitive culture has a thriving, modern capital. This is Jamestown." The Doctor responded, returning her smile.

"Jamestown? Like… the new world? Pocahontas, John Smith?" Io fingered a very shimmery fabric hanging from a rack at the stall they stopped at. She held the fabric in her hand as she looked up at him. "Indians?"

"No… well, yes." Io giggled looking back at the fabric, which to her surprise had disappeared, taking her hand with it. "Oh!" She panicked, pulling her hand away. Io was shocked to see it still there.

"Alazarian Concealment Cape." The Doctor said smugly. "It reacts to your body heat creating an invisibility cloak."

"Oh, right." She smiled sheepishly at him. "What time is it?" She ask distractedly. Io's attention had been drawn to the surrounding streets. They were nearly empty for the time of day it was.

"Earth time it'd be around 12:30. Why do you ask?"

"If it's nearly lunch time, middle of the day, where are all the people?" The Doctor began to look around with her, suddenly feeling concerned. "This should be a busy market right? I mean look," Io pointed around, there were book stalls, eateries, grocer stalls. "Huge city, stores everyone frequents and no one around."

The Doctor frowned in disapproval. He noticed a few shops were already closing up for the day, including the bird like humanoid who was running the Concealment Cape stall. Watching her suspiciously Io spoke again.

"And if it's in the middle of the day, why are the shops closing like its quitting time?" They both took a step back as the shopkeeper bustled around them, quickly uninstalling the shelving.

"Excuse me? Miss?" The stall master didn't stop, so the Doctor tapped her on her shoulder.

"Are you buyin somefin?" The Alazarian spoke hackneyed English with a bit of a foreign accent that The Doctor could only guess was local. He shared a meaningful look with Io before returning his attentions to the shop keep

"Well if I was, you'd be putting me off quite a bit with the packing up and the not paying me any attention." He argued. The lady stopped for only a moment and spoke again.

"If you ent buyin nuffin, then git out of me way. Can't you see we're in a bit of a hurry?"

"What for? Who's got you running scared?" Io noticed it had gotten darker as the conversation progressed she warily looked up at the sky. Her hearts skipped in her chest and she tugged on The Doctor's sleeve. The Alazarian followed Io's gaze and stared in horror. A massive cloud could be seen approaching the town, something ominous and brooding. The bird took off, dropping her goods in the middle of the street.

"Not who, Doctor," The Doctor turned to see what she was looking at, his mouth dropping in shock. "What." They noticed, as the cloud got closer, a distinct buzzing could be heard, much like that of a bumble bee. "Should we, should we run or something?" Io asked nervously, looking over at the doctor.

"There has never been a better time." The Doctor grabbed Io's hand and racing off in the direction of what he could only assume wass the residential district. It was then that he noticed people were peering through glass that was nearly 5 inches thick, locked away behind metal doors that looked more like barricades. The residents watched them intently, humans and aliens alike, as they ran for their lives.

"Doctor! They're getting closer!" Io cried from behind him. I should've noticed something was wrong sooner! The Doctor scolded himself.

They began to beat on doors, repeatedly being ignored or denied admission. As the horde got closer Io noticed the bees were not tiny, but they seemed to be massive on the insect scale, each one being at least the size of her face or bigger. She cried out as they began to bear down on them.

"Doctor what do we do?!" He searched around frantically but came up short of an answer.

"You two! Down here!" About 6 doors down an Alazarian in army fatigues waved to them to come. "Hurry or I'll leave you out there!" They both took of in a sprint towards the man. Io watched in horror as The Doctor pulled ahead of her, reaching the door first.

"Io!" The Doctor turned, a wave of panic washing over him as he saw how far behind she had actually fallen. Io stumbled, feeling the breeze from their wings on the back of her neck. Reaching out, she grabbed his hand and he pulled her in, but not before she felt something sharp graze her arm. Io landed on top of him with a loud groan.

"Are you alright?" The Doctor brought his hands up to her face, searching her brain for the slightest sign of anything. Coming up empty he brought his hands down to her shoulders, rubbing them gently.

"Yeh, yeh I'm fine." Io nodded. The Doctor didn't believe her, whether he found solidifying proof in her mind or not. "I'm fine." She reassured him, crawling off of him. Io brought her hand to her forearm and looked down. It seemed to be a scrape, the skin swelling around it. No blood, She thought, the swelling would more than likely go down soon, leaving behind a bruise. Pulling her hand away she made eye contact with The Doctor, who was also studying her wound. "It's only a scrape. You probably got me with the door jam." She said, pulling down the sleeve of her sweater. He said nothing, merely looked at her with an intensity she had never seen.

"What are those things?" He asked, not looking away from Io. The Doctor was worried, mysterious scrapes, bumps and bruises were never good in his line of work. His stare made Io uncomfortable, it was too much and she had to break it, so Io looked down and began dusting herself off.

"They're local bee's, native to Alazarius." The man who held the door open for them chimed in, stepping forward, his camo fatigues and accent indicated he was a member of the Alazarian armed forces.

"I've been to this planet before, there were no such things my last trip." The Doctor argued, finally looking away from Io's arm.

"No disrespect intended sir but when was your last trip?" This took The Doctor back a bit and for the first time the man was speechless. Io watched him intently. "These creatures have been here for hundreds of years."

"Impossible."

"The young man is correct." This time an older Alazarian spoke. "The Alazarian Hornet, formally the size of a dime, but after The Monks arrived they began to change, mutate, so to speak." He took a deep ragged breath, putting all of his weight on the thick walking stick he held in his right hand. "I remember, I was there when the Monks arrived."

**...**

The group were all sitting in a larger room, something of a sitting area. Io shuddered at the loud buzzing coming from outside. Though the walls of the home stunted the noise, it was still grating on her brain, giving her something of a headache. She brought her index finger and thumb to her temples applying slight pressure in an attempt to rid herself of the headache.

"You alright?" The Doctor asked from the couch next to her. Io looked at him and smiled.

"The constant buzzing is giving me a headache." He eyed her suspiciously before turning to the old man.

"What happened here? The Alazarian's should be thriving, not running in fear from bumble bee's?" He asked the old man, who was now relaxing in his rocking chair. The man inhaled sharply and the soldier, who's name Io learned was Ephraim, was at his side in an instance. The elder held his hand out to the younger and sat up more in his chair. "No, I've lived the greater part of my life indoors. If this man can help then I will do everything in my power to assist him." Ephraim backed off and his grandfather cleared his throat. "I was very young when They came to my village. At first it was just The Monks. They brought with them medicines and food, weapons and ideas, they made Alazarius something new, something better. My people had manners and thoughts that weren't primitive. We became scholars and teachers." There was a vague smile on the Alazarian's face, Io could tell he was reminiscing. "Until they came."

"Who?"

"The Order of the Headless." He said the words with such disdain Io cringed under their weight. "They brought with them idea's that were evil, unnatural. And they brought technology that only left devastation in its wake. They wanted us for our power source, our man-power. They could've cared less about our spirit." The vibe in the room was one of great depression and solemnity. Io couldn't help but stare at her feet, unable to fully understand their pain. "They built these temples the smaller villages are forced to worship in. The built factories to mine our oil. Whoever refused, died."

"Why aren't there any temples and such here?" Io asked out, immediately covering her mouth. It felt so rude for asking such a frank question. When she looked at The Doctor expecting a scolding however, the man practically beamed at her with delight.

"The Capitols rebelled against them." The Alazarian elder's grin widened with pride. "We fought them off and we've held them off. Now only the outer provinces are under their control… but they're so far stretched we cannot reach that far." The Doctor frowned at his words.

"And what about the factories?" The Doctor questioned.

"What of them? They mine and destroy our world, just to ship it off to theirs to make weapons and vehicles to send back to here and kill us. Then they start the process over again."

Io felt a great injustification in the man's words and her blood boiled.

"The factories are where you'll find the worker bees."

"Worker bees? I thought we were talking about- oh" The Doctor corrected himself, realizing exactly what the man meant. Io couldn't help but conceal a small smile at The Doctor's face. It was amazing watching him put the pieces together. "So they use the bees to… oh! Well how do they do that?" The last part was more to himself than to the others.

"I never said what _kind_ of power."

**...**

_**Again reviews are spectacular and I've gotten ALOT of great feed back thus far :D 3**_


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